Ben 10: A Faded History
by GhostKaiser23
Summary: The Origins of Fade. Inside are dimensions that shows how damaged he is. Romance, Hurt/Comfort, Adventure, Horror, Humor and Tragedy. Ben X Jennifer Nocturne
1. Introduction

**Ben 10: Faded History**

**Important notes: I do not own Ben 10 or any portion of the franchise. I give all credit to Man of Action and Cartoon Network.**

**Please read the following before reading this Fan-Fiction:**

**Ben 10: The Saddest Clown (Rated T)**

**Ben 10: The Rule of the Forever King (Rated T)**

**Ben 10: The Klondike Rush (Rated T)**

**Ben 10: The King of Camelot (Rated M)**

**It will make more sense like this.**

**This Fan-Fiction is Rated T-M but it has: bad language, mild violence, ripping off other franchises, sexual references and mild romance scenes, Fear based scenes and emotional trauma; from, about and shown by Fade.**

**This story is shown from the perspective of a dimension traveling OC, Fade.**


	2. Ben 10: A Faded History 1

**Ben 10: Faded History**

**Important notes: I do not own Ben 10 or any portion of the franchise. I give all credit to Man of Action and Cartoon Network.**

**This is a sequel for my previous Ben 10 Fanfictions, please no flamers.**

**I wrote this for people to enjoy; I appreciate any positive feedback regarding my stories.**

**This story is shown from the perspective of a dimension traveling OC, Fade.**

Chapter 1

I watched and waited for Ben and Rook to calm down. Charmcaster had to leave because of business rebuilding Ledgerdomain, Gwen and Kevin were comforting each other to get the horrible images of Guinevere, Lancelot and Arthur out of their minds…I didn't mind, I could wait.

"Hey wait a second…you have an Omnitrix? And who's Katheryn and Nathan? Ben asked brazenly

"Yes and what was that about a Baby Celestialsapien? Surely they do not exist." Rook added

I sighed and looked to the ground, I expected the Omnitrix question…but I hoped that he'd forget about Katheryn and Nathan; Rook thinking Celestialsapiens don't exist gives me an ulcer just trying to explain the situation to him, naturally I can't transform into one, because the Alien will keep me in that form forever and secondly it brings up deep hurtful memories and even deeper wounds.

"Look I'm pretty sure I don't have time to tell you all about…that. But I just…just trust me…it's not good." I sighed trying to hold back information but I had to relent…because Gwen was giving me the "puppy dog look"…whoever invented that look, didn't know what they made, it's just too good.

"Okay, I'll tell you. It all started some years ago…" as I began my memories started to come back.

"I had been travelling through other dimensions; a few of them included an opposite Albedo called Negredo, who designed the Ultimatrix and Anti-Azmuth who created the Omnitrix. To be fair Anti-Azmuth was more like Albedo and Negredo was more like Azmuth…it got confusing to begin with but I got used to it."

"So…you just _asked_ Azmuth and this "Negredo" to make your Omnitrix and Ultimatrix? But why does it look like Ben Ten Thousand's Omnitrix?" Ben asked

"Okay to answer the last question first: I asked Ben Ten Thousand on how to make it…making a genetic creation on that scale is crazy difficult, but we got the job done. And on asking about Anti-Azmuth and Negredo: Negredo was more than happy to give me the Ultimatrix if I helped beat Anti-Azmuth's alien Bioid army…"

"Whoa, whoa, whoa? Azmuth had an alien Bioid army? That's totally the opposite of Azmuth!" Kevin interrupted

I just sighed pinching my nose, hoping that Kevin would understand, "Kevin haven't you been paying attention? This was the _evil _Azmuth. Peace and unity was what Anti-Azmuth hated, he was pure discord and anarchy. Muppet…"

"Okay, okay...geeze. So what happened then?" Kevin asked to what happened next

"About thirty two coloured pages from a graphic novel worth of: explosions, limb severing, skull crushing, alien transformations, blood, guts, gore, foul language and extended make out sessions with alien women." As I continued on, counting the things off on my fingers.

"Dude…that…sounds…AWESOME!" Ben gasped "Why don't you describe it?" he asked eagerly

"Well I would…but the jerk who's writing this story is lazy and has a lack of imagination first thing in the morning." I answered slagging off the writer.

"OH NO FADE?" a loud booming voice, as he transformed us into cat people. As each of us blinked I was sigh purring as the others were admiring their new coats and tails…well Rook wasn't; him being cat-like to begin with he was just ticked off he had a tail again (Rook's species *Revonnahgander* have tails when they're younger, that fall off after puberty)

"Ne-ow can n-you turn us back purr-lease, the cat people gag is mm-worn out. Plus Rook is basically a cat anyway." I looked up as Gwen and Kevin were about to _nuzzle_ each other, Ben was about to lick himself in an awkward position and Rook just looked miserable.

"OH FINE…HOW'S THIS?" the guy upstairs said…before turning us into My Little Pony versions of ourselves…this wasn't helping him anymore than it was helping us.

"Oh, come one!" as I stamped my hooves. Ben, Gwen, Kevin and Rook were flabbergasted (another word for: what the hell happened?!) "You're going to cause a fan-girl storm!"

"What are these tattoos on my thighs?!" they asked; Gwen had a mana like star for her tattoo, Kevin had a pentacle star with different coloured sections, Rook had a symbol that looked like a proto-tool and Ben had the symbol of the Omnitrix.

"Dude…this is embarrassing…we look like something out of a girl's favourite TV show!" Ben said holding his nose.

"Well it could be worse…we could be being spied on by men in their forties wearing girly t-shirts." Gwen said trotting next to her cousin

"Don't say that! Next thing you know; they'll be coming through the…Oh my God, what is that?!" I panicked in shock as I saw the swarms of Bronies and MLP-fan-girls.

"Dude I'm so going to kick your ass!" I shouted at the guy upstairs.

"OK, OK I'LL TURN EVERYTHING BACK…CARRY ON WITH THE STORY OK?" the guy upstairs said.

And with the flick of a switch everything was fixed, the Bronies fan-girls were gone, we were back to normal.

"THERE HAPPY?" the guy upstairs asked

"Just one thing left. Ok?" I said

"WHAT?" he asked

"THIS!" I roared as I teleported and punched the writer in the face, giving him a black eye.

"WHAT THE FU-DOOF!" the writer said as he was knocked to the floor.

"Now, I'm happy!" I said teleporting back, to Ben and his friends. "Right…where was I?"

"Erm…blood, guts, gore and make-out sessions with women." Gwen spoke.

"Oh yeah, ha. Thanks Gwen." I thanked her. "So anyway; I landed into Azmuth's lair and beat the crap out of him, unfortunately Azmuth unlocked master control, it was intense…" as my voice trailed off I revisited the place of my memory: Azmuth's lair, me versus him, Galvan against Terran (alien term for Human)

"So you've crashed through my defences, decimated my armies and teamed up with that weakling Negredo. I'm impressed you've made it this far so I have one question: are you ready for the final fight?" Azmuth turned around revealing his armour (the same one Ben saw when the Omnitrix was about to explode…yeah that one)

"Azmuth, don't do this…you can still turn it around…be the hero." I tried to give him his second chance but he used his Omnitrix to enhance the suit…just my luck.

We battled; his armour was getting dented little by little because, just like my healing factor, it was fixing itself, he was using Upgrade mixed with Rath with his intelligence, I was running for my money.

"I teleported around, barely dodging his attacks and I was running on steam. But one thing about certain Galvan's: they're so smart that their proud and overconfident. Insult their intelligence, and they slip up. So I gave Azmuth the Albedo treatment." I continued

"Albedo treatment? What's that?" Ben asked me

"Insult a Galvan's intelligence and they'll fall." I grinned and returned to the memory. "You know I thought you were smartest Galvan in a galaxy."

"Five. It's five galaxies." Azmuth announced trying to hit me.

"Oh yeah five amoeba brained galaxies, and you're the ammonite." I got some wind in my sails by then.

"I proved my intelligence by besting their greatest minds!" Azmuth shot fire at me, but I teleported.

"Oh yeah, takes a load of intelligence to best a moron in a stupidity contest!" I jested

"I am the greatest mind in _five_ galaxies! I _invented _the Omnitrix! I have _conquered _planets and created the most powerful weapon, Ascalon, to rule my domain! I AM…" Azmuth enthused before being cut off.

"Just like Albedo!" I said releasing the Omnitrix from his grip and instantaneously reverted to his Galvan form, released from his armour. He landed on his face as I held the Omnitrix in my hands.

"Azmuth, you've lost. I've got the Ultimatrix, the Biomni-trix, Ascalon and now the Omnitrix. Give it up." I proclaimed

"Why don't you kill me? It's what you want isn't it?" Azmuth wheezed

"No Azmuth, I don't want kill you; I want to help you. " I extended my hand to offer my help. "Become the Galvan you were meant to be. Be the Galvan…Zenith wanted. That's why you made the Omnitrix…as an apology to her."

Azmuth looked at me and pondered about the situation. "Very well, as an apology to…to her, I'll turn my ways around." And he accepted my hand in gratitude.

The flashback ends and I see that Ben, Gwen, Kevin and Rook were amazed and slightly disturbed.

"So…what happened with Negredo and Azmuth?" Kevin asked me.

"The Galvans fused the Biomitrix, Ultimatrix and Omnitrix together, so I can have my own Watch. We made peace and I teleported back into another dimension, they're doing well and not causing trouble…but I've noticed that they've made some sort of unusual television…I don't know what it's for, but I'm guessing it's to keep an eye on me." I relaxed

"Damn…how many Universes did you go through before getting here?" Ben asked

"Give or take five…maybe ten…I lost track." I sighed falling to sleep.

Gwen looked and a small grin crept on her face, she used her mana powers to pull a prank on me…which to say it must've worked.

**To be continued**

**I hope you've enjoyed reading the first chapter in Fade's Origin as I have writing it.**

**Chapter 2 coming up soon.**

**Thank you**


	3. Ben 10: A Faded History 2

**Ben 10: Faded History**

**Important notes: I do not own Ben 10 or any portion of the franchise. I give all credit to Man of Action and Cartoon Network.**

**This is a sequel for my previous Ben 10 Fanfictions, please no flamers.**

**I wrote this for people to enjoy; I appreciate any positive feedback regarding my stories.**

**This story is shown from the perspective of a dimension traveling OC, Fade.**

Chapter 2

I woke up on the bench, from hearing Ben Rook Kevin and Gwen laughing. The reason they were laughing was because: Kevin had moustached me, Rook placed in my hands an artist's pad and pencils, Gwen wrote the name *Dali* on a paper and put it on my chest and Ben photographed it.

"Huh? Wha-? Oh very funny guys. But at least it's harmless." I said lazily

"Sorry, couldn't resist. But it's not permanent marker." Gwen and Kevin apologised

"Ah, no problem. Anyway it's been a long time since I had five minutes." I said taking off the marker and paper.

"So, what now?" Rook asked maintaining composure.

"Another Universe story?" Kevin asked

"*Yawn* Ok just give me a minute." I yawned stretching, my bones clicking while trying to think of another Universe. "How about I tell you what happened in the revised Camelot-Verse?"

"Yeah, I was wondering about that Universe; and how They were getting on." Ben said

"Okay now where to start. Oh yeah!" as I said, thinking of the Universe. "Just hold on a minute I need to grab some drinks. A few seconds later I grabbed a large bag of bottled waters handing each one to the group.

"So what happened during your time when you visited the Camelot-Verse?" Rook asked, drinking the bottled water I had got for him.

"Well, I had travelled over to the Revised Camelot-Verse; I was standing in front of the forest so as a joke I decided to play a joke on them.

King Arthur and his Knights rode along on horseback as I shone in a transformation Kitsunix. I radiated like the sun and spoke in a majestic yet ominous voice:

"Arthur, King of the Britons…" as I spoke the Knights and King cowered in my view. "Oh, don't grovel. If there's one thing I can't stand is grovelling."

Arthur apologised while turning his head in fear of me "Sorry."

"And don't apologise! Every time I try and talk to someone it's always: "Sorry" this, and "Forgive me" that and "I'm not worthy"…WHAT ARE YOU DOING NOW?!" 

"I'm averting my eyes oh Lord." Arthur continued to look away.

"Well don't! It's like those miserable psalms, they're so depressing. Now knock it off!"

"Yes, Lord." Arthur spoke

"Right; Arthur, King of the Britons. I charge you and your Knights with a sacred task, to be a beacon of Enlightenment in these dark times." I continued

"Good idea, Oh Lord!" Arthur spoke

"Of Course it's a good idea!" I roared then calmed down. "Behold! Arthur, this is the Omnitrix. Look well Arthur, for it is your sacred task to seek this device. This is your destiny, Arthur: the Quest for The Omnitrix!" as I was about to time out I disappeared in a blinding light so that Arthur and the Knights couldn't see me, as they were aghast with joy hoping to find the Omnitrix.

"But Azmuth had not created the Omnitrix in that Universe yet. So what was the point?" Rook questioned

"The point? Rook the point was this: I wanted to pull a joke on them and hopefully get another adventure out of it." As I smiled and laughed

"So what happened then?" Ben asked having a drink

"Well we ended up by this castle; I called out to see if anyone was there and out popped out from the turrets this bloke who seemed to be French…" I continued as my memory flooded back

He didn't sound French at all; in fact he sounded more like an Englishman speaking in a French accent…though politically incorrect, he sounded funny.

" 'Allo? Who ez eet?"

"My Name is Arthur, King of the Britons, this is Fade and these are my Knights of The Round table, I just wish to know if there is any Lord there who can help us find the Omnitrix?"

"Well I'll ask 'eem, but he won't be very keen… 'ees already got one you see." The Frenchman said

"What?" Arthur replied

"He says they've already got one!" Percival exclaimed

"Are you sure he's got one?" Arthur replied…I just held my face in my hand knowing where this is going.

"Oh yes, it's very nice!" he answered again before turning "I told them we've already got one." I could hear snickering up there…damn French taunters; now I'm not having a go at French people in general, it's just these berks were giving us the hump!

"What does it look like?" I called up

He panicked and said: "It looks very nice, that's all you're getting English Pig-dogs!"

"Hey; pig-dogs? What are you then?" Arthur called up.

"We're French! Why do you think I speak in this outrageous accent you silly King!" the Frenchman spoke

"Oh sod this! This lot are more annoying than the Black Knight!" I said teleporting up there knocking them out.

"Speaking of which: what ever happened to the Black Knight anyway?" Rook asked

"Sod's law: he's still limb-severed, gagged and rotting in the dungeon." I answered "I also found out that the Black Knight was actually Fistrick! Made sense though. Anyway back to the French Knights: as I knocked them out I searched the castle and said: No; no Omnitrix here, looks like they were just taunting us. What do we do now?"

"I think the best course of action is to divide and conquer: we each take different routes and search for it." Bedivere said

"Excellent idea, Bedivere; which direction will we go?" Arthur agreed

"My King you should be accompanied with a bodyguard. We would be breaking our vows if we left you like this." Kay said frantically.

"No, if I am seen with a personal guard then everyone will know I'm the King. Single knights are common place. Now which directions shall we pursue?" Arthur said

"I shall take the North, My King." Lancelot spoke confidently

"I shall take the East." Bedivere spoke

"We shall take the West." Percival said indicating herself and Kay

"So I shall take the South; oh Fade, what about you? Where shall you go?" Arthur spoke and asked

"I'll find my way around. Remember I can teleport." I said confidently.

"Very well we shall meet back at Camelot in…how long do you say we should spend searching, Fade?" Arthur asked

"I say about five years. That should be a good amount of time." I answered

"Very well, five years we shall return to Camelot in five years." Arthur said as we departed.

"But you just sent them off on a wild goose chase! For a joke! What the hell Fade?" Ben yelled

"Ah young grasshopper, remember: I can go through dimensions and teleport. I just got that Azmuth in that dimension to make the Omnitrix, he already had the plans and idea for it and I just help him finish it during that timeframe." I said triumphantly

"So what happened to the others?" Gwen asked having a drink

"Well during the time I was on Galvan Prime, I was keeping an eye on them using my viewing portal. Arthur met up with an elderly man who knew the whereabouts of the Omnitrix. It was actually Azmuth in a costume ha-ha." I laughed

"What about Lancelot?" Kevin asked

"He travelled the long roads and fought a: mutant three-headed, nine armed man with equal amount of swords; for the location of the Watch. Which lead him to the Castle of the Mutant Maker…Animo." I answered

"What about Kay and Percival?" Ben asked

"They took their job seriously and asked around the Lenopan populous for the location of the Watch. They got somewhere but ended back at Camelot disappointed." I said sadly "They tried the hardest besides Lancelot."

"But what of Bedivere?" Rook asked

I grinned and began to say about Bedivere's trials:

After leaving to find the Omnitrix on his own, Bedivere came across a castle on a lone hill. He banged upon the door after seeing the symbol of the Omnitrix floating above it as he was getting pelted with rain.

"Open the door. Open the door! In the Name of King Arthur open the door!" Bedivere called out, as the door opened thus appeared a stunning Revonnhagander woman.

"Hello brave Knight, please come in out from the cold." She cooed

Bedivere entered cautiously and was welcomed to The Castle Revonnah, by many young and curious Revonnhagander girls; all of them cooed, smiled and waved at Bedivere all wanting to say "hello" to him…lucky cat-like man.

"So what is it you are seeking in Castle Revonnah?" the lady asked politely

"I…ahem, I seek the Omnitrix I have seen it here in this Castle! What is your name fair lady?" Bedivere composed himself trying to keep the blood from circulating like a horse on a racetrack.

"I am Lady Rayona noble Knight what is your name?" she answered politely

"Sir Bedivere, the Wise. Please tell me: where is the Omnitrix?"

"There is no Omnitrix here. Although…oh no; oh wicked, naughty Shelly. She has been setting alight our beacon which I just remembered is hourglass shaped."

"It's not the real Omnitrix?!" he spoke flabbergasted

"Well there is only one punishment we have here in Castle Revonnah…" Rayona spoke before I cut her off.

"Hey do you think I should cut this out? I mean I was worried when the guy was righting it…now I'm glad. Look Rook's even hot under the collar; it's going to be better than some of the previous love scenes I think." I spoke talking to the writer then a portal opened in front of us as each person I had met in previous stories spoke.

"At least ours was more referential!" Frightwig from Saddest Clown-Verse spoke

"At least ours was the start of your road to protecting people; it wasn't just a string of pussy jokes!" Kevin from the Forever King-verse spoke

"Get on with it!" Ben from Klondike-Verse yelled

"Yes; get on with it!" Morgana called out from the Camelot-Verse

"GET ON WITH IT!" a group of knights from the Camelot-Verse called out

"Oh I am enjoying this scene." Rayona spoke gladly

"GET ON WITH IT!" another Ben spoke from another Alternate Dimension with his shirt off; as he flung open the door then shut it closed.

"Ha, Ha! The Reclaimer2-Verse Ben? Oh man that's killer; ha, ha." I Laughed while the others were wondering what was going on.

"Who was that last Doppelgänger?" Ben asked

"The Reclaimer2-Verse you. You want to know more about him go on and check his Universe, ha-ha. Oh man…*phew, ahem* as I cleared out my throat. "As long as some douchebag doesn't delete his account or stories." I said solemnly. "Here what's the date and time?" I asked Ben.

"The ninth, about…ten to four. Why?" Ben answered puzzled

"Ah, Turbine's turn then...the ways he can use motor oil is beyond me." I said half grinning.

"WHAT?!" the group questioned me.

"Yow; what's the matter?" I asked rubbing my ears.

"Turbine? As in that woman who stole Grandpa Max's RV? I'm with her?!" Ben inquired along with the others. "…Motor oil?!" he was scared to know.

"Yeah…just trust me okay. Now where was I?" I continued while Ben was doing a very convincing Bugs Bunny impression then fainting.

"Well it's about time. We've been waiting for a good five minutes for this!" Rayona said impatiently

"Waiting for what?" Bedivere asked

"The punishment is a spanking. A good hard spanking then you can do with her as you like." Rayona said sternly, followed by the other Revonnhagander girls who happily spoke. "Yes, you must give us all a good spanking, then following the oral sex!"

"Duh…wa…huh…buh…" he stuttered "I guess I could stay for a little while." With the girls cheering before Arthur came to "save" him.

"I've got you Sir Bedivere, don't worry!" Arthur said holding him back.

"No Sire, I have this!" Bedivere pleaded with the girls agreeing with him

"No, it's too perilous! Back temptresses" pushing them back 

"I can handle it there are only two hundred and fifty of them" Bedivere said

"Yes he'll handle us easy we haven't a chance." Rayona said pleading for Bedivere to stay but Arthur had dragged him back outside. "Oh, shit!" Rayona pouted

"You're lucky I was here, Bedivere. You were in dire peril." Arthur tried to help

"I don't think I was my liege." Bedivere explained

"No you _were _in dire peril, come on we've got to find the Omnitrix." Arthur diverted again

"I bet you've shacked up with The Lady of the Lake." Bedivere insinuated

"…No I haven't!" Arthur defended.

I laughed at the turn of events; all of it was just like one of my favourite movies. Azmuth and I had finished the Omnitrix six months earlier than expected. I went over to Azmuth to retrieve the Omnitrix and head back.

"Just make sure that you don't slam the plunger down, it'll cause the timeout function to a random alien." Azmuth warned me.

"Don't worry, I'll make sure to tell him." I answered

"Oh so _that's _why I get the wrong alien" Ben realised

"Oh, _now_ you clock on hey Ben?" I explained

**To be continued**

**I hope you've enjoyed reading this chapter in Fade's Origin as I have writing it.**

**The next chapter coming up soon.**

**Thank you**


	4. Ben 10: A Faded History 3

**Ben 10: Faded History**

**Important notes: I do not own Ben 10 or any portion of the franchise. I give all credit to Man of Action and Cartoon Network.**

**This is a sequel for my previous Ben 10 Fanfictions, please no flamers.**

**I wrote this for people to enjoy; I appreciate any positive feedback regarding my stories.**

**This story is shown from the perspective of a dimension traveling OC, Fade.**

Chapter 3

After we got back from the portable toilets, we went back to our respective homes and called it a night. Hoping to sleep on what transpired during that day. I don't know about Ben and the others, but I couldn't sleep; I still have my nightmares…about…about the ones I failed.

I took a walk in the park and thought of a poem I made based on _The Crooked Man._as I thought on the words I remembered each day I was with them:

_There was a Faded Man, who walked a faded mile,_

_He had a faded history, as he grinned a faded smile._

_He had a faded daughter and a faded son._

_And they all lived together and had some faded fun._

My heart was filled with joy and sadness…Katheryn, Nathan, the Baby…my failures.

In a different Universe, what I called the Family-Verse; I was relaxing, no cares but the home I occupied with my earnings of taydenite and gold around the multiverse, just having my peace.

But then one day I found a baby at my door-step; a baby anodite: abandoned, all alone, no-one to call family, I looked around for her mother for days while taking care of her…she managed to make a body for herself at an especially young age. So as I looked after her all this time and I decided to give her a name: Katheryn. She took to me in time, she seemed to be scared at first; understandable but I never brought her to any harm.

Eleven years passed; Katheryn and I were basically father and daughter now. Me: in my black shirt and blue jeans and smart shoes. Katheryn: he red hair put back in a ponytail like Gwen's, her purple mana eyes, her green white shirt and green trousers, she looked like Ben in a fashion sense, although we looked like brother and sister in some people's eyes.

We didn't care what they thought, we were just happy; Katheryn was keeping her powers on the down low but in doing so she became a bit recluse, she was happy at school; the best student in her class: quiet, calm and very studious. I thought: *She's my family now; I have to tell her that we'll have to leave this Universe behind soon, it would be getting to dangerous…but how do you tell an eleven year old to take up her roots from her home Universe? It was easy for me because of my past, but for Katheryn…what would she say?

"Dad. Can we…erm…can we…?" Katheryn asked quietly.

"What is it Kat?" I knelt down to her level.

"Can we…get ice cream please?" she asked politely

"Of course, sweetheart. But tomorrow, we've got to get dinner on." I said getting up

"Oh…okay. Tomorrow then." she said disappointingly then filling with hope.

The afternoon passed and so did the night; Katheryn was ready for bed in her blue cat pyjamas, hoping for the ice cream tomorrow. I was sleeping on the settee/bed for most of the time Katheryn was growing up; I didn't mind, it was comfortable enough, but before that Katheryn asked if she could try her anodite form before going to bed, as it gives her the freedom she wants. She always asked and I always said yes, we were safe in our home. She shed her human skin and became a beacon of purple light; Katheryn was flying around stretching and using her energy wisely: practicing, lifting certain items, making a cat's cradle with her hair. She was happier like this than her human façade…I thought *Maybe now I should tell her?* but all this time we had, I could tell she didn't want to leave.

"Hey Katheryn, why don't you go to sleep in your anodite form?" I said with my hands behind my head on my pillow.

Katheryn looked at me and smiled pulling me into a hug.

"Thank you, thank you, thank you dad!" she said excitedly glowing brighter

"Okay, okay sweetheart, time for bed. Just put me down before you do." I said as I was about four feet in the air.

"Oh, okay dad. Sorry…" she lowered me slowly onto the settee before going to bed. "Goodnight dad."

"Goodnight Kat." I yawned.

Night turned into day and was the start of the summer holiday. Katheryn transformed back into her human façade, as we got ready to go out we heard a great commotion; involving a mysterious robot and a spaceship. I had to keep my promise to Katheryn and get ice cream.

I had to go and search ahead to find this spaceship, I left Katheryn in the park while I used my Time Stop to go and find it. It turns out that the spaceship is a Synthroid spaceship!

"Oh my God! If there is a Synthroid here…Katheryn!" I panicked and I teleported back to wehre Katheryn was, she was still having her strawberry ice cream cone.

"Come on Kat, keep close." I said pulling her from the bench.

"What, why? Where are we going?"she asked

"Kat, there is a Synthroid on Earth! We have to leave now!" I explained panicking

"What's a Synthroid?"

"_I am a Synthroid._" A metallic voice spoke behind me and knocked me unconscious, I woke up minutes later to find that Katheryn and the Synthroid were gone. God why didn't I take her way from this Universe?

"The Ship!" I realised and went straight to it; my heart sank as he tried to drag her away.

"_Get on the Ship and you will be used for our planet's core._" He said emotionless

"No, get off of me!" Katheryn resisted, that's my girl.

"Hey, Robo-dick! Get your fucking hands of my daughter!" I roared punching his head ineffectively.

"Dad!" Katheryn called out

"_It is useless Faded Man, she will be our power source." _The Synthroid answered still gripping Katheryn

"So, you've heard of me! So you know what I'm capable of!" I called out.

"Dad, what are you talking about?" Katheryn asked

"It's ok Kat, I'll get you safe." I promised

"_She is property of the Synthroid species now Faded Man. You have lost." _The robot spoke

"She is NOT property, Robot! She's coming home with me!" I teleported and chopped off the arm of the Droid.

The Synthroid groaned in pain before regenerating it back.

"Kat, I know this isn't the time or place but we've got to go now!" I said holding her shoulders looking straight in her eyes.

"I know dad, let's go!" Katheryn agreed.

The Droid began to blast in our direction, I teleported back with her in my arms to a safe place. But I had to grab the gear from our home.

"Where are we going Dad?" Katheryn said packing her things

"Away…far away: another Universe!" I answered

"Another…? Dad what do you mean?" Katheryn inquired

"Kat; just do as I say, I'll explain later. Hurry!" I was begging her to finish packing.

The Synthroid blasted through the doors aiming its blaster at us "_The anodite…Now!" _demanding Katheryn.

"Katheryn, run!" I shouted, and she ran as I began keeping the Droid busy.

The Droid blasted me in the stomach, my healing factor was being pushed to its limit but I was going to get Katheryn safe, no matter what. The Droid disappeared, leaving me in the decrepit home.

"Kat…" I groaned getting up slowly and going back to the one place the Droid will go to: its space ship.

I teleported back and broke in, damaging his engine so he couldn't leave easily. I could hear Katheryn in pain.

"_Don't you ever stay down?" _The Synthroid angered

"Not when I have something worth fighting for!" I looked at Kat and she smiled.

I slowed time for a few seconds and released Kat from his grip, but it wasn't long enough he had started to fire his laser.

I got Katheryn out of the way but I wasn't fast enough…the laser pierced through her stomach. She didn't bleed, as it was cauterised.

"Kat-Katheryn…Kat! Please, please don't do this! Please, I'll take you home. It'll be alright, you're going to be alright!" I said holding her wound.

She smiled as she turned into her natural anodite form, glowing dim. "Dad…it's alright…I am…I am going to be alright…I…I love you dad." As she smiled and closed her eyes and disappeared into stardust.

My heart broke the second she was gone. The child I had raised for eleven years was gone…my baby girl was dead. I cried tears of sorrow, anger and loss.

The Synthroid appeared behind me and pointed his laser at my head "P_ity. It would've sustained our planet for generations."_

"Her name…was Katheryn…" I sobbed "She wasn't an *it*. She was my daughter." I turned around seeing the laser pointed at my face.

"_Then you shall see her soon, Faded Man."_ He spoke emotionlessly, he fired but I dodged it using my Biomni-Untimatrix, turning into Kitsunix.

I roared and shone like the sun, blinding the Droid throwing him into his ship, I blasted a solar fire into its engines destroying it. The droid was destroyed, the monster that had killed Katheryn was dead, but I wanted vengeance…more like _it _still existed. I rocketed up out of the atmosphere and flew to the Synthroid planet…using my solar manipulation I…I…destroyed it. Exploding it into meteorites, all the Synthroids were destroyed…but:

"What have I done…I've…I've…" I began to break

"You've destroyed a planet Fade. Not your usual repertoire." A familiar voice said

"Paradox…how long…?" I asked

"Long enough…I'm sorry about Katheryn…she truly loved you as a father. I can't imagine the loss, but you must undo what you have done." Paradox told me

"Bring back that _monster_, after what he did?" I stressed

"No, bring back: the Synthroid planet. Leave that Synthroid dead, but learn from this: You alone, can't save everyone…even the ones you love." He told me putting his hand on my shoulder in sympathy.

"You're right Professor…as always. But there's one thing afterwards I need to do…" I said before reversing my damage.

The Synthroid planet was rebuilt, all the lives were brought back and I landed on the planet's surface where all the Droid eyes gazed at me, all frightened in fear.

"I am The Faded Man! I destroyed your planet, slaughtered your people in one genocidal fire and robbed you of a sustainable power source!" I proclaimed.

All looked at me in fear and terror, if these things could feel fear and terror…I continued:

"I used my powers to rebuild your world and undo the destruction. I am however not without humanity and forgiveness. I will give you a permanent power source for your planet, in exchange: you must not hunt down any energy beings or beings that produce large quantities of energy!" I spoke.

The populous realised what my power was and who I was: agreed, as I am a man of my word and honour, used Kitsunix's powers to give them a permanent power source.

I left to another Universe again to forget the horror…but with my memory; I could not forget. I had one thing remaining of Katheryn: her locket…her tenth birthday present.

I cried for a week after losing Katheryn, even in the other Universe…the Techadon-Verse. I became dark, hateful and distrusting of everyone, even Paradox was cautions around me…but he did give me my space.

**To be continued**

**I hope you've enjoyed reading this chapter in Fade's Origin as I have writing it.**

**This is one third of what Fade has been through, horrible I know but this all add to the depth of the character.**

**The next chapter coming up soon.**

**Thank you**


	5. Ben 10: A Faded History 4

**Ben 10: Faded History**

**Important notes: I do not own Ben 10 or any portion of the franchise. I give all credit to Man of Action and Cartoon Network.**

**This is a sequel for my previous Ben 10 Fanfictions, please no flamers.**

**I wrote this for people to enjoy; I appreciate any positive feedback regarding my stories.**

**This story is shown from the perspective of a dimension traveling OC, Fade.**

Chapter 4

I continued being morbid and hateful; but as the days went on I felt better, thinking about the good days I spent with Katheryn and the ice cream I promised her. But it wasn't to last as Paradox tasked me with something: 

"Hello Fade. How are you feeling?" Paradox asked

"You know…She deserved a funeral. She deserved more…" I solemnly said

"Well if you're up to it; I've got a task for you." Paradox said

"Why am I not surprised?" Pinching my nose, turning to him.

"I want you to look after an Osmosian child for a while." Paradox said.

"I don't know Paradox…I'm not the greatest dad in the world." I said brooding

"That's not what the mug; Katheryn gave you for Father's Day says." Paradox smiled

I sniggered remembering the painted word mug Katheryn made for me when she was in her third year. "World's Greatest Dad!" with the exclamation mark being a star with glitter…I couldn't bear to use it, if I washed it then the glitter would come off. "My favourite mug…okay. Okay Paradox. I'll look after the Kid. What's its name?"

"Nathan. Unfortunately he's got a nasty habit of disappearing from me; probably rummaging through the ruins of Bellwood…Why did you come here in the first place Fade?" Paradox inquired

"I just needed a Universe where I could cry…where I could be alone for a while." I answered

"Well, it seems to have worked. You're not mad at me are you?" Paradox asked

I shook my head and smiled, there I saw movement in the ruins and used my proto-tool grappling gun to capture the source.

"Hey! Let me go, let me go!" a boys voice called out. As I wound up the wire the boy emerged, he was wearing a pair of grey jeans, grey shoes and a black shirt with a grey jacket over it.

"I take it this is Nathan?" I asked looking at Paradox

"Feisty isn't he?" Paradox asked

"Feisty? I'll show YOU feisty!" Nathan said while absorbing the ground, becoming a golem transformation ripping the cable apart.

"Cheap wire, knew I should've gone for the titanium." I joked

"Taydenite is better." Nathan said getting up, then running at me fist at hand or whatever before I lifted him up by his jacket. "Hey let me go! I'll knock your block off! D-drop me!" Nathan struggled in the air.

"Okay…if you say so." As I dropped him on his backside.

"OW! That hurt!" Nathan rubbed his backside

"You wanted me to drop you." I said trying to explain it to him. I looked at Paradox and asked pointing in the general directions "_You _want _me_ to look after _him_?"

"I don't need anyone! I can look after myself! I've faced bigger guys!" Nathan proclaimed

"Really; I just lifted you and dropped you in the space of minute. If you can't beat me; what chances have you against a Vaxasaurian? (Humungousaur's race)" I asked

"Err…I…shut up!" Nathan said embarrassed "I'm not some little kid! I'm eleven years old!" Trying to sound bigger than he is.

"Oh sorry! Next time I'll be _extra _careful when messing with an eleven year old Osmosian!" I said sarcastically

"Hmph! Jerk!" Nathan grumbled

After an awkward silence Paradox spoke: "So yes, I need you to look after him for a while."

"Okay, fine. But if he dies when he's with me…IT'S ON YOU!" I said when Paradox disappeared on me. I groaned and tried to make conversation with the kid "So…you're Nathan."

"Yeah." He said sharply

"You're eleven?" I asked already knowing the answer

"Yeah, are you stupid? And I'm an Osmosian just so you know!" Nathan became smart with me.

"No need to get snippy…you ever been here before?" I asked

"…No…but I've heard stories. This place was Alien Central, before those stupid Techadons wiped everything away." Nathan said thinking of this place

"Damn…so I guess you know who Ben Ten is then?" I asked

"Only by reputation…his legend is supposed to be based around here." Nathan said looking to the horizon.

"So I guess Ben is dead then." I asked

"Been dead for at least two hundred years…but humans are still colonising the Universe, Paradox told me." Nathan looked at the ground

"Shit…" I whispered

"Swear." Nathan caught me cursing

"Err, sorry. Come on lets go." I said

"Go where?" Nathan asked

"To the ruins, we need to get moving. Because I'm guessing Paradox is asking more than just a babysitting job." I said

"Well yeah…Paradox found me alone in the Null Void; I'm the last Osmosian in this dimension." Nathan solemnly spoke.

"Oh…I get this now…Paradox wants me to pull a The Last of Us plot line and get me to go on this soul searching realisation. Well: FUCK YOU PARADOX!" said giving him the bird even though he wasn't there

"Swear." Nathan said again

"Sorry…so are you coming or not?" I asked

Nathan looked at the ground and answered "Yeah okay…can we go get something to eat? I'm hungry."

"Sure; something savoury?" I asked jokingly.

"Yeah! How did you guess?" Nathan asked

"Oh you know; just lucky guessing." I said while trying to close the Ben Ten Wikia tab on my phone.

"Really?" Nathan looked at me with a half-cocked eyebrow

"Really! You ready to go yet?" I asked

"Sure." Nathan stated as we both walked down to the hills.

We spent months rummaging through the ruins of Undertown and Bellwood and found a good amount of food and supplies.

Nathan and I got to know who we were; we escaped a few tough brushes with Techadon soldiers that tried to take him for a Weapons Master. Even though I've been keeping him safe, he over stepped a line that I hoped Paradox wouldn't keep.

"You don't have to protect me all the time…I'm not Katheryn!" Nathan shouted at me because he didn't understand Techadon soldiers.

"You. Don't. Mention Her. _Ever_!" I growled, Nathan had touched a nerve and I wasn't happy with either him or Paradox at this point "Did Paradox tell you?"

"Yeah he did, but…you've been teaching me about these junk heads. I know I can take them!" Nathan tried to explain.

"No! No you can't. Every time, _every _time, you defeat a Techadon, they come back stronger. You can be the strongest person in existence and beat them, but they come back to match your strength and _then _some! I know…it's happened to me." I looked at him then the ground then back at Nathan "When you beat the previous, the next learns! And when you're an inch from death…you run. You run to survive, only when you run…it's as fast as you…but it doesn't tire!" I warned him but he didn't flinch he stared right at me and answered

"I know what happened. Paradox told me… you don't have to be over bearing Fade. You don't need to be a parent around me; I remember mine. Do you remember yours?" Nathan asked

"How…how do you know about my family? Katheryn was the only family I had! I remember her…she…she…"I trailed off

"Fade…I'm." Nathan tried to say something but I cut him off

"*Hush* do you hear that?" I said

"What?" he asked

"Move, now!" I pushed him forward.

The Techadon had found us and following behind was the Weapons Master.

"Fade…" Nathan said running

"What?" I asked

"I'm Sorry!" Nathan meant to apologise

"Don't worry about it. Worry about _that_!" as I pointed at the robot.

"Ultimate-Omni-Matrix and Osmosian must be exploited. Get them!" the Weapons Master said

The robot blasted at us and tried to capture us but this thing was built to kill, but I decided to have a joke with it: I pulled out a barn from my pocket dimension (don't ask me how I got it in there; it's just there for comedic effect)

"Hey, try and hit this!" I shouted as Nathan continued to run.

The robot blasted but couldn't hit it, not even the broad side of it.

"I guess we know where the phrase come from now. You Weapon Masters make crap!" I yelled out

"That is beside the point! Get them!" the Weapon Master said

He basted at us and missed me, Nathan got hit though…

"God not again, not again" I panicked trying to put pressure on his wound

"Fade…Fade I'm sorry…I know you care…I'll say hi to her…" Nathan gasped clutching his side

"You're going to be fine Nathan, you're going to be fine!" I tried to give him comfort.

"You're…you're a good dad…" Nathan said with his last breath…then disappeared into stardust…like Katheryn.

"No…no…ARGH!" I roared. "God fucking damn it!" I slammed the ground breaking the ground

"Unfortunate…but expendable. Ultimate-Omni-Matrix must be exploited." The Weapons Master said reaching for my Watch. I grabbed his arm.

"You…you did this!" I said tightening the grip

"Release me Terran!" He struggled

"Okay…I'll release you." I said turning around turning his arm with it. "I'll release you…from sanity! FEAR-FOG!" I transformed and appeared as the Phobos Lecteran and began to frighten the Weapons Master. The fear gas cascaded from my mouth and began to worry him.

The Robot attacked but missed us by inches, I threw the WM at him and broke his machine, he clamoured up but I grabbed his neck and sprayed face with a concentrated dose of fear gas.

"No, no. No!" he panicked and began to hallucinate; my already imposing form began to shift in his eyes and made him go insane from fear. He clawed at his face peeling his skin off, laughing in madness.

"Now you know…to fear The Faded Man!" I whispered to his face

_The faded children died and left him all alone,_

_All alone in his faded home._

_He installed fear into his foes bones,_

_His faded call brings solemn tones:_

_When The Faded Man Falls,_

_The World will fear Me_

I teleported back to the main Universe and rested, where I was telling the story to Paradox; He understood why I did it, but he was becoming afraid of me…but I forgave him for telling Nathan, another one I couldn't save.

**To be continued**

**I hope you've enjoyed reading this chapter in Fade's Origin as I have writing it.**

**This is the second third of what Fade has been through, horrible I know but this all add to the depth of the character.**

**The next chapter coming up soon.**

**Thank you**


	6. Ben 10: A Faded History 5

**Ben 10: Faded History**

**Important notes: I do not own Ben 10 or any portion of the franchise. I give all credit to Man of Action and Cartoon Network.**

**This is a sequel for my previous Ben 10 Fanfictions, please no flamers.**

**I wrote this for people to enjoy; I appreciate any positive feedback regarding my stories.**

**Warning: Violent scenes to come. These stunts are done by highly trained professionals and should not be imitated by anyone. Except those proficient in martial arts training and weapons, even then it shouldn't be imitated.**

**This story is shown from the perspective of a dimension traveling OC, Fade.**

Chapter 5

"Oh my Freaking God that was a long wait!" I yelled out. "How long has it been since we carried on with this story? It seems ages." I said as Ben and Rook were drinking their smoothies.

"It has only been a few minutes; hardly something to get worked up about." Rook said continuing his drink.

"Well I'm not talking to _you _Rook; I'm talking about the author…*sigh* never mind." I sighed and carried on. "Look you guys want to know about why I'm so damaged right?" I asked as I sat down next to the group with a drink and some lunch.

"Well yeah…except Paradox has already filled us in with the whole Katheryn and Nathan thing…" Kevin explained

"how could you live with all that hurt?" Gwen seemed concerned for me.

"I…had to…but as bad as they were…they were nothing compared to the pain I endured during…the first time…the Baby." I solemnly spoke thinking about the baby Celestialsapien

"what baby is this?" Rook asked innocently

"Rook…" I started holding my anger back. "Just…just keep an open mind on this. it happened in an alternate universe, but these beings exist…not to sound like a preacher or anything but Celestialsapiens _are _real." I explained

Rook hummed as I explained "Very well. I will keep an open mind for this. I've listened to this madness so far."

"Yeah…madness…" I spoke softly and as I began my story. "It happened like it did back in your time Ben…" as I spoke my memory flooded back with that day the day that Aggregor almost won.

I travelled to a Universe where Aggregor had absorbed the powers of the five aliens he sought after for omnipotence. I saw you, Gwen, Kevin and strangely your younger self knocked down upon the ground.

Ben interrupted but with good reason "Yeah, when we fought Aggregor my younger self time travelled through to the present day."

"Oh…that explains it…" I got the explanation, as I tugged my hat I started to remember that scene again.

"Yes…the power…the Ultimate Prize is Mine…Omnipotence is Mine!" Aggregor roared with malice.

"Ben…Kevin…Gwen!" I whispered trying to get you guys up. "Come on you've got to move." I urged you up but got no response…

"You weren't dead, just unconscious." I explained looking at them

"Ah…a new contender; come to face the most powerful being in all the multiverse?" Omni-Aggregor roared

"Omni-Aggregor? Really?" Ben asked interrupting

"Better than freaking Four-Arms…I mean you literally translated the species name!" I explained "Still better than Zs'Skayr." I joked "any way:" I carried on

"You know what; when I see the most powerful being in the multiverse: I will!" I insulted him

Aggregor threw a plasma blast at my direction I dodged by teleporting and I saw it…the baby…shrivelling away…dying. I raged towards the monstrosity with my blasters firing at him…he could easily repel them. he grabbed me, I stabbed him with my blaster but he just laughed "You fool…" he broke my arm I screamed and felt it heal up again…he didn't know I could heal…not that it mattered. "I am the most powerful being in the multiverse! You can't win little man!" he laughed maniacally.

I watched his madness seep in and then my mind turned to the Baby. "I'm no little man Aggregor…I'm the FADED MAN!" I transformed into an Osmosian "Kay-Levin!" as I roared. I stood about six foot tall with those horns spiking through my black lengthy hair…to be honest I looked like Kevin Eleven Thousand without the scar on my chin.

"Whoa. Whoa. Whoa! You named your Osmosian form after me?" Kevin asked interrupting me.

"Of course, you're one of the few Osmosians I actually _like_!" I explained returning to the story.

"You're only a hatchling boy…you don't have the power to defeat me!" Aggregor taunted

"Maybe…maybe not. But I'm not going down without a fight you monster! *Roar*" I raced towards him aiming for a blind spot so I could drain him. I slashed at his ankle, by teleporting behind him.

"ARGH! How did you? I'm Omnipotent!" Aggregor roared

"You may have Omnipotence but you're still thick as Max's home cooked meals!" I joked insulting Max Tennyson. I attacked again, teleporting sporadically he didn't know where I was going. First his hands, then his back, then his stomach…I ported around till he grabbed me again.

"you…you little whelp! I'll crush you!"

"I hope you've enjoyed being a God, Aggregor…" I slammed my hand on his face and began to drain him of his power "Because I'm taking it from you!" as he roared back into his normal form I drained him until he was human…he fainted from exhaustion, breathing heavily. As I panted I thought 'THE BABY!' as I raced to the infant I did the reverse of what Osmosians did…I gave back the power…but…

"I saw the baby…it died right there…I saw it smile _knowing, _that I tried to save it." I spoke holding my forehead in my hands; I was tearing up "Its smile…it was _happy _knowing I tried to save it…" I let loose a sob…God I'm a wreck.

"It's okay." Gwen said kindly putting her hand on my shoulder.

"They really are real?" Rook asked, I turned my head and nodded "You wouldn't make something like this up?" he asked, I shook my head.

"What happened then?" Ben asked

"I…" I tried to start but was interrupted by Max over the Omnitrix

"Ben! We need you and the others! Aggregor has escaped!" Max warned us.

"We've got to go!" Ben commanded "Fade, we have to…where'd he go?" he asked then shook his head "Grandpa where's Aggregor?"

"The Plumbers Hanger, he escaped the Null Void and heading for freedom!" Max sounded

"He won't get far…" I spoke closing the window to see Aggregor trying to open his old ship. "Aggregor!" I roared as he turned around

"The Faded Man…I've heard legends about you…the slaughter you've committed, the lives you've taken…how many have you killed? A hundred? A thousand? Countless?" Aggregor taunted me and unbeknownst to me I felt Gwen's mana presence behind me.

"That's regardless Aggregor…I'm going to offer you something." I spoke

"What?" Aggregor asked

"A choice. Either: you can change your ways and break your template…or you choose to conform as you are. The choice is yours Osmosian." I made the deal.

"Fade, are you crazy? He's going to kill everyone if he escapes!" Kevin roared

"It doesn't mean I shouldn't give him the chance to change." I turned my back to Aggregor to Kevin

"I've chosen…" Aggregor whispered as he plunged his staff into my back impaling my stomach…God it hurt…but I didn't scream in pain. "What…?" he spoke in confusion.

"You should've taken my offer Aggregor. But you've proved to me that you're just like the others!" I spoke solemnly punching him to the ground then pulling the staff through my gut. "I'd suggest you turn away…now!" I spoke to the others

"What others…?" Aggregor groaned sitting up.

"The other versions of you; the doppelgangers that crave Celestialsapien Omnipotence…the monster like you are; the hunger, the desire for power!" I spoke as I snapped the staff in two. I reached for something in my pocket dimension as I stood on his hands stopping him from absorbing anything.

"Fade, don't! He's not worth killing over!" Ben called out "We'll lock him back in the Null Void." He bargained

"In a minute Ben…there's something I need to do first." As I pulled out what seemed to be a wig…but this wig had a skull with its spine still attached to it. Ben froze in his step, Aggregor looked away but I gripped his chin and forced him to look. "Look at this Aggregor…Look at it!" spoke softly then roared. His eyes steered clear of me but I made him snap in my direction "Look at it!" I roared like a demon.

His eyes were fixed at the jaw drooping skull; he asked "What is that?"

I answered slowly "Not what…Who. Take a. Good. Long. Look." my ire was being raised with each word as I grabbed Aggregor by his collar.

Aggregor looked at the skull for a few seconds and shrugged it off "Fine…Who?" he asked.

"Fine…YOU!" I answered darkly.

Aggregor's eyes shrunk back in fear as he shuddered muttering "No. No. No…"

"Yes. Yes. Yes…It's you" I looked back at him.

"Fade…What did you do? Why?" Ben asked in fear.

As I answered I stared at the floor then into Aggregor's eyes and the memory flooded back, it was real as if it was yesterday: Aggregor was groaning on the floor, the Baby disappeared into stardust and I was now a hybrid Osmosian. "You've failed warrior…the power is gone, you've failed…it'll be millennia before another ultimate prize comes." He coughed straining his voice "Your worth is forfeit."

I grabbed Aggregor onto his feetand throttled him, I looked into his darkened eyes and saw the madness all Osmosians get from absorbing energy and the gluttony he wanted from years of obsession, I spoke softly "So have you!" I roared and he screamed as I ripped his head from his shoulders, his spine followed suit being pulled along with it, the fallen carcass fell and knelt before me as I kicked it into the void below…I never saw it again.

Back into the present Ben and his friends looked at me with fear and horror…Aggregor more so. But he quaked even more when a headless body fell from the roof… "Well look at that…it came for its head." I joked. "All joking aside Ben…I tried…I tried to give them all a chance; he chose his: he ran this ship, he impaled me with his spear and he tried to get the Baby again. You saw! I'm not on about killing Psyphon or Fistrick or Harangue; just him!" I continued "It takes a monster like me, to kill a monster like him!"

"Then we're both monsters in this Universe aren't we?" Aggregor smirked.

"You don't get to speak! But…" as I sneered at him "One last chance." I let Aggregor fall to the ground. "One last chance." I gave the ultimatum "You win Ben. He's going back to the Null Void." I left him there.

"Being the better man." Ben grinned "Fade look out!" Ben called out

Aggregor stole my blaster aiming for me, trying to kill me…déjà vu all over again. A sly creature always trying to get one last word in. 'My penance for all my failures: Katheryn, Nathan, the Baby…all of it.' As I thought I spun around behind Aggregor, each second was multiplied to the point of it becoming a year. I grabbed his head for a split second and then…

CRACK!

I twisted his head a full three hundred and sixty degrees, his body fell to the floor…his neck was twisted like a spring…all Ben and the others could do was look in horror…Aggregor was dead, his body was limp and lifeless.

Gwen was the first to react, she screamed. Kevin was next holding her close to comfort her. Rook followed after throwing up onto the ground; Ben was the last his anger raged and he transformed into Rath and punched me into the wall "Let me tell you something, Fade the Traveller: Killing prisoners is _not _how we do things in The Plumbers!" as he roared at me throwing me like a ragdoll into the support beams…Rath's race was aggressive but this time he was seriously ticked off.

"You think I don't know that Ben? All the pain I've endured?" I groaned getting up "_This_. This is my penance for everything I've done; I give all the villains a chance to change!" I teleported into Rath's face and slammed him into the ground. "I promised myself: _every _chance I get, to give villains the chance to change, to break their templates!" I yelled

Ben grabbed my duster collar and roared into my face "Shut up about those stupid templates Fade! Not everyone is based in a template! I mean Eon and Ben Ten Thousand are my alternates, should _I _die, or them?"

"You and Ten Thousand no…Eon Yes!" I said kicking Rath in his chin. "Aggregor, Harangue, Albedo, Nemesis, Vilgax, Darkstar, Frightwig…all of them! I gave them the chance to change, Ben!" I explained "For Katheryn, Nathan and The Baby…it's all for them and myself. You want this psycho killer back?" I told Ben. As I pointed at Aggregor's body his neck spun back around and he screamed to life "Take him!" looking at Ben again

"You're going to pay for that Fade!" Rath roared as he saw Aggregor come back to life

"That's enough, the both of you!" Azmuth's voice rang out stopping us both.

We looked at the tiny Galvan as Ben turned back into himself "Azmuth, you've got to stop Fade! He's acting Judge, Jury and Executioner in the Multiverse!" Ben explained, he wasn't wrong about the J.J.E. bit.

"Enough Ben! Fade has taken upon himself to pay a penance he placed himself for eons, he's learned and done things you couldn't hope to understand in a single lifetime. Nut by being what he is, you have to see things from _his _perspective: I mean if Fade wasn't around Aggrergor would have destroyed the multiverse, Michael Morningstar would've hilled Gwendolyn and The Daigon would've reigned supreme in the Camelot-Verse, hurting and conquering as he pleased!" Azmuth explained.

"Wait…you know about that?" I asked the Galvan mastermind

"Of course; my alternate created a machine that follows your movement around the multiverse. You leave a small trail when jumping from dimension to dimension." Azmuth answered

"Whoops…sorry. Didn't mean to leave a trail." I rubbed the back of my neck apologising while seeing Aggregor writhe in pain and fear.

"Don't be, when you jump the trail fixes any holes you open. So the risk of an inter-dimensional rift is non-existent." Azmuth reassured me; I swept a sweat drop away. "But try not to kill people again. It's becoming disturbing seeing all these deaths." Azmuth told me

"I'll try." I spoke.

*Days later*

With Aggregor back in the Null Void and now terrified of me, with the added emotion difference between the group and myself I decided to rest down in Undertown. "Ben hates me. Rook hates me. Gwen and Kevin fear me…yeah…The Faded Man lives alone." I said to myself drinking some water.

"Hey." Ben's voice called behind me.

"Hey." I answered seeing the group again "I thought you guys feared me?"

"We do…but Aggregor fears you more." Kevin answered

"And…we know what you do to make sure they don't do it again; you bring the dead back and prove you're to be feared" Gwen added

"And I know now _never_ to insult your exploits when referring to the Celestialsapiens." Rook explained being a bit weary for his safety

"Well…how about I tell you guys a better place I landed in…besides the Camelot-Verse?" I asked

"Sure…but what about the ending with the Camelot-Verse? What happened there?" Ben asked

"Same thing that always happens: Ben you get the Omnitrix, Kevin shacks up with Gwen, Joel and Lucy go back home to see Lucile and Rook has taken up residence in the Castle Revonnah with all those girls…he's currently on girlfriend number ninety seven!" I joked.

"Seriously?" the group asked.

"Yeah…here you think that's bad wait till I tell you about the All-Girl-Universe!" I started laughing.

"All-Girl-Universe?" the boys asked with Gwen looking a bit suspicious.

"Oh…yeah!" I smiled and I started the story.

**To be continued**

**I hope you've enjoyed reading this chapter in Fade's Origin as I have writing it.**

**This is final third of what Fade has been through, horrible I know but this all add to the depth of the character.**

**The next chapter coming up soon.**

**Thank you**


	7. Ben 10: A Faded History 6

**Ben 10: Faded History**

**Important notes: I do not own Ben 10 or any portion of the franchise. I give all credit to Man of Action and Cartoon Network.**

**This is a sequel for my previous Ben 10 Fanfictions, please no flamers.**

**I wrote this for people to enjoy; I appreciate any positive feedback regarding my stories.**

**This story is shown from the perspective of a dimension traveling OC, Fade.**

Bennifer Universe

**Important Notes: I wrote this because I had an idea about Jennifer Nocturne and reading up on Ben and Jennifer. Please don't hate me for this. Thank you.**

Chapter 1

"So that is what happened with: the ropes, the flying helmet, the wet celery, the wax candles and the masks." I answered

"Oh…my…God…So what happened in the Women Only-Verse afterwards?" Ben asked getting the elbow to the gut by Gwen.

"Well…" I grinned but my mouth was covered by Rook.

"That is quite enough of that! It's getting very uncomfortable not trying to imagine Rayona in that position." Rook said while maintaining a straight face.

"Oh if you want to know about positions, I've got the list here with illustrations." I moved his hands from my grin holding a book.

"NO…No. There'll be none of that! I'll hold onto this and leave. Besides Kevin said he wanted to help me with something…_right Kevin_?" Gwen shouted than spoke normally; Kevin instantly clicked and grinned.

"Oh yeah! Gwen's project, well we best get going! See you later Tennyson!" Kevin said exiting stage left. Ben and Rook were gobsmacked in shock as Gwen and Kevin fled to a rendezvous…sneaky couple; I was grinning in confidence, Ben and Rook were wondering why.

I laughed softly and spoke "Horny couple…can't say I'm not surprised."

"Why are you grinning? They've got your Position Book!" Ben mentioned

"Yes they do. So why are you smiling?" Rook asked

"I'm smiling because _that _wasn't my Position Book!" I got out a second book from my pocket dimension. "_This _is my Position Book. _That _Book was my Catalogue Book: the Book that Gwen and Kevin took only contains the knowledge, numbers and significant persons in those dimensions." I laughed waving it in the air.

"Well, show us that one about the Unicorn and the Chandelier!" Rook expressed

"Cheeky bugger, okay page number: four-seven-two." I held the book tight but seeing the numbers of the book. "Now, be warned: these aren't for the faint of heart. So deep breath lads, here it is." I opened the book with anticipation…then total disappointment.

"Oh my God!" I exasperated "They've got the bleeding Book!" folding back the book into its ordinary position.

"Wait, so that means…" Ben came to a realisation

"Yes, Kevin is about third base to a homerun with Gwen." Rook answered

"And with that Book; Kevin is about page thirty-four deep in a position that makes Zeus look like a virgin watching porn for the first time." I sighed with a touch of comedy.

"How long does it take for a position like page thirty-four to take place?" Ben inquired.

"Well if they take it slow about two days. But if they jump right into it, I should say…" I answered

The ground began to shake and great moans came from all around; the stores in Undertown shook, Pakmar's fine-China was shaking in their places, the food stalls were shaking involuntarily (Normally if the stalls were shaking it meant one or two things: one; the food was freshly caught or two; the food was either under, normal, or overcooked *either that or Max was cooking again*). Me, Ben and Rook were holding on for dear life onto the bench, the rumbling then ceased and everyone were wondering what the hell was going on; I spoke to Ben and Rook.

"…Now!" I finished. The three of us gasped with relief; after all we knew what the cause of it was.

Time passed and Ben got some Mr Smoothy's and chilli fries…I got a bottle of water instead.

"Fade, just asking…" Ben asked eating some fries in the process "Why don't you like Mr Smoothy's?"

I looked at him and had a sip of my drink and explained: "I tried Mr Smoothy's before, I threw up…violently. I still get a weak stomach each time I think about it. Urgh, it tasted like rancid mincemeat that was used in soaking a runner with athlete's foot, which was left standing out for a week!" my stomach groaned in horror, unusual for me.

"That wasn't Mr Smoothy's…that's my Mum's health drinks that my Grandpa improved on the recipe!" Ben explained

"Oh for God's sake; your Mum and her crazy health foods and your Grandpa's moronic alien cooking, I swear: if Pakmar or Up-Chuck tried that they'd probably be in Paradise!" I sighed giving myself a face palm.

Ben held his smoothie next to me indicating *give it a try*; I thought to myself *eh what the hell!* and had a sip. "Hey not bad, what is it strawberry or something?" I asked

Ben replied "Red berries; my Mum says I need the fruits. Have less: chocolate, processed meat or crazy concoction based smoothies."

I handed the drink back and continued to drink my water "Fair enough, smart woman. Crazy about health conscious insane meals, but smart."

"In any case, where were you recently? It seemed that you've had something on your mind all day." Rook asked

"Huh? Oh yeah, I just came back from a Universe which was completely mental/metaphysical." I answered

"Metaphysical? In what way?" Ben asked slurping his smoothie

"Seriously? You want to know?" I asked, but I could see the answer a mile away. "Fine it started back a few years ago…"

"Whoa, whoa, whoa! A few years?" Ben interrupted

"A few years in that dimension Ben; remember that Fade spent up to near twenty in the Camelot-Verse." Rook explained

Now I didn't mind Rook paying attention to the stories and explaining things, but he does give me an ulcer every time he says *Celestialsapiens do not exist. They are simply fan-made creations on the Extranet.* I just want to punch him in his nose.

"So any way…" I said as my memories replayed in my head, "I travelled to this new Universe, seeing as I needed a holiday and a place to chill. So I decided to take in a movie, the only thing that was showing was this premier of some Vampire Movie called _Rise of Dusk_,so who else do I see there but You, Gwen and Kevin. Between the four of us I probably stood out the least; everyone else was wearing some crazy fan-made vampire costumes, you three looked as normal as ever."

The scene now stays at the cinema, everyone having high expectations involving the next chapter or what not. Then what should come but a limousine housing Jennifer Nocturne!

"Oh…now I get why these people are here. America's Sweetheart." I whispered.

And soon enough Jennifer was being held by a group of laser toting masked bandits, I held my hand horizontally across my eyes and thought *Really? Not two seconds I'm here the freaking Universe send these goons!* but This Dimension's Ben turned into Spider-Monkey (Déjà vu anyone?) and strung up the bandits. But hiding in the shadows a certain figure remained hidden someone with an orange reflection.

"Okay, with this out the way can we please see the bu-wahh?!" I called out before seeing Jen Nocturne plant one on you like Poison Ivy.

"Wait? Poison who?" Ben asked

"Ivy! Just…ah, never mind! Any way…" I continued

A few days later; everyone was talking about it, but as Jennifer said in her press conferences she was just thanking you for saving her. She wanted to try dating others before making a commitment

"Huh. Still the same Nocturne; pardon garcon, lemonade please." I said in a restaurant inside town.

Just hours later and paying the bill and walking down the streets, I saw the doppelgänger you wandering around looking down in the dumps.

"Hey Ben, need a smoothie?" I asked, apparently you accepted. So we talked; it turned out that Julie broke up with you a week earlier, she said you spend more time being a hero than being a decent boyfriend, the cinema was to get you out of your funk. The risqué bit with Nocturne was just something you just stumbled upon.

"And anyway I'm just wandering around Bellwood…man being a hero is a lonely life." Ben sighed

"Ah well, at least you're doing exercise than drowning your sorrows at the bottom of a bottle…or in this case a smoothie." I said patting him on the back. "Look, I'm not the master of dating, *seeing as I just have brief but meaningful relationships with women*, but you need to get back out there on the dating scene. You need to get out of this funk and find that someone who you'll be happy with; look, over there's a dating plaza, it's just what you need." I tried to get Ben out of his rut.

"Yeah right, there's no way you'll get me in one of those establishments." Ben replied

Two seconds later and inside the plaza, I got Ben into the dating scene.

"I still can't believe that you got me in this predicament! I still don't know how you convinced me into going!" Ben groaned

"Oh shut up, what's an hour in a dating plaza compared to a day of being miserable in front of Sumo Slammers VI? Now forget Ben Ten the Hero, just be Benjamin Tennyson the Teenager. Now get in there and lose the drama!" I said while pushing him inside.

"Okay, okay! Fine, no more drama…just one smoothie before I go in…" Ben tried to sneak away

"No, no, no. You've had enough! Now come on. I'm staying in front of the building so you don't rabbit." I grabbed his collar and slipped off the Ultimatrix. "This is insurance, so you don't pull an alien Rabbit."

"Fine, see you in an hour." Ben said going shrugging off his angst.

I stayed out of the way and waited in the park; keeping an eye on the doors, catching a glimpse of couples in arms happy and safe, I even saw some kids playing on the roundabouts and swings and I felt low…I remembered _those _days, the days with Katheryn and Nathan…damn when did I become so sentimental and old? Half an hour had passed and Ben hadn't escaped, I was feeling confident but still nervous…I knew Ben couldn't have escaped from the roof or the alley; it would've set the alarms off.

"Hey buddy, you lost; Why are you staring at that building?" a teenage boy asked me

"Huh what, sorry." I said being startled

"Why are you staring at that building? My friend says that you're staring like a crazy man, I think you're just staring into space." he said

"Oh sorry, just tell your friend that I'm keeping an eye on my friend. He's shy and I'm just trying to make sure that he doesn't disappear." I answered

"Oh okay…is it Ben Ten?" he asked

I just looked at him with tired eyes then sighed. "No, it's just a person with a dating problem…you're asking a lot of questions. Who is your friend anyway?"

"Err…bye." As he ran off seeing her parent; a rich looking man with a black moustache and hair.

"…Nesmith, should've known." I whispered and I continued to look at the Plaza, thinking about that guy. "Must've been paid for…cheap."

The rest of the hour went by and Ben emerged looking a bit happier, but still a bit depressed. I walked over and handed the Ultimatrix. "So…how'd it go?" I asked

"Eh, you know…went in, got twenty dates and went out, nothing much." Ben answered slipping on the Watch.

"So…anyone that clicked?" I asked *I know I was being nosy but I needed to know if Ben was going to be ok*

"Err, yeah. A nice girl called Melody, nice girl. Kept her features covered though, guess she was as nervous as I was." Ben said rubbing the back of his head

"Yeah maybe, Come on let's get out of here." I said patting his back.

**To be continued**

**I hope you've enjoyed reading this chapter as I have writing it.**

**The next chapter is coming up soon.**

**Thank you**


	8. Ben 10: A Faded History 7

**Ben 10: Faded History**

**Important notes: I do not own Ben 10 or any portion of the franchise. I give all credit to Man of Action and Cartoon Network.**

**This is a sequel for my previous Ben 10 Fanfictions, please no flamers.**

**I wrote this for people to enjoy; I appreciate any positive feedback regarding my stories.**

**This story is shown from the perspective of a dimension traveling OC, Fade.**

Bennifer Universe

Chapter 2

So a few weeks later, Ben gained a bit more vigour and cheer in his step, apparently his time in that Dating Plaza did him the world of good. He was even whistling…

"I didn't know you could whistle Ben." I asked him

"Well why shouldn't I? Going on a date with Melody, picnic at the go…what can go-hmm?" Ben said happily before I put my hand over his mouth

"Don't say that last bit. You say that some crazy thing is about to happen." I said removing my hand "Remember what I said yesterday?"

"Sure…refresh my memory." He said innocently

I face-palmed and sighed "This date of yours has got your head in the clouds…must be working. Anyway remember that I mentioned about those people who've been tracking you? Well I'm guessing they might be trying to do you harm."

"So what do you want to do?" Ben continued walking ahead.

"Well, not to stalk you but maybe I'll keep my distance and make sure that you and Melody have a good time." I thought about it.

"Yeah okay. That works. Just try and stay out of the way ok?" Ben asked

I pressed down my Watch and turned into Ghost Freak and in its ghostly voice I said "You won't even know I'm there." Going invisible.

Reaching the rendezvous point Ben's date, Melody, was there in casual clothes: a soft white top and casual blue jeans that made her almost invisible to the public, she also wore a medical mask, dark glasses and a red cadets hat atop her blonde hair. I was Ghost Freak at this point and made sure I was doing a perimeter around Ben and her.

"Sorry for the delay. I hope I didn't make you wait to long." Ben apologised

"No Ben, I just got here. Besides the view and horizon makes it more romantic." She answered...something familiar about her voice.

But I couldn't be distracted by this; I continued the perimeter and spotted: a few couples in hands, a few families. And four familiar faces: the Teenager, a _bird _watcher, a _runner_ and a busker musician.

"Okay, seeing those four familiar faces in this place…know I know this is Nesmith's doing. But Ben and Melody…I've got an idea!"

The four were getting to get close to Ben and Melody; they were armed with…cameras? Why did they have cameras? What were they planning? Why and how is Nesmith involved in this? I got close to the Bird watcher and possessed his body knocking him out.

"One down…three to go." I said

Ben and Melody were laughing and talking about their life, I wasn't paying attention but I couldn't help but hear.

"I…I ran away from home when I was young…made it out on my own ever since." Melody said sadly

"You're not alone anymore." Ben said softly, while placing his hand on her cheek, she placed her hand over his lovingly.

"Good job Ben." I whispered "Now where are the others?" as I continued "Ah…" I said going next to the Teenager. "Peeping Tom, are we?" I whispered making him jump, then I possessed his mind; he was down in seconds. "Two down, two to go."

Over sighting Ben and Melody I could see that they were getting along fine, they had made it down to the sandwiches…hopefully ones that Ben prepared and not his Grandfather, that'd be a major turn off.

I saw the Runner going around the same circuit, about ten metres diameter around Ben and Melody. I couldn't see any camera, but I possessed her and found that the camera was on her head: it was in her hat. Making the runner venture off from the path and knocking her unconscious, my last target was the busker.

"Now…Where are you, you musical bastard?" I searched and saw the busker run towards the outskirts where a van with the Nemesis Corp. logo on it. "Got you…" I flew down to him as he was calling out to his employer "Sir…Sir! I've got *Ga*!" I possessed his body and made him sleep. I faded out from his body and flashed back "Knocked out…Now then: anyone, want to explain?" I asked.

The group escaped, I didn't follow…it was my business to keep Ben and Melody safe and I had done…the next step was disappearing and that's what I did: I disappeared so Ben and Melody continued their date.

(Much Later)

Ben came home with his pick-a-nick basket looking like a goofball; Gwen, Kevin and I were having a group drink. I had water and they had Mr Smoothy's.

Kevin had the first word: "So, good date then Tennyson?"

Ben quickly composed himself and said "Eh…you know. It was okay."

Gwen spoke next while I continued drinking "Really? Just okay? You look like a lovesick puppy, the same puppy Kevin looked like when we started dating."

"Hey, that was supposed to be a secret!" Kevin protested

I just grinned "Ah, young love…now I know I'm old." As I moved my hat down over my eyes.

The three looked at me unusually, but they let me sleep…I didn't hear any of the conversations they had, *damn I really am old* I thought to myself.

The next day came and I saw Ben doing something I never thought possible…reading!

I yawned and stretched "Hey Ben, whatcha doin'?"

Ben turned and answered "Oh afternoon Fade, just reading this…this uh…fan-fiction."

"Really? Any good?" I asked reaching for it.

"No! I mean…no. It's not your sort of thing very…mediocre." Ben defended

"Oh…kay. So what's the situation with Melody?" I inquired

"It's fine thanks. Just taking things reasonable and slow." Ben answered

"Good. I've seen to many kids having kids…doesn't end well." I said

I flicked on the news and it showed that Overlord holding Melody hostage, she was pleading for someone to help her.

"Looks like we've got work to go to Ben." I said looking at the news

"No joke." Ben stood up and went to his keys.

"Ben…she'll be fine, besides you don't need your car; I can teleport remember?" I spoke calmly

Ben picked up his keys and asked me "Can you teleport a car?" I smiled and nodded.

Outside of Overlord's base Melody, who was still covered in her facial obscure clothes. He held her cheeks and spoke: "You worthless girl. You don't know what I've had to do to get you. And now you're dating Tennyson? He won't save you, I've seen your eyes…you're broken!"

"You're wrong Captain Nemesis. Ben does care about me! Just you see…he'll come." Melody said knowing her Green Jacket Knight will come for her.

"We'll see child. We'll see." He replied

"Sooner than you think!" I shouted

"Ben!" Melody called out

"Melody!" Ben replied

"Ah young love…so very…fragile" he aimed a laser at Ben and fired.

"Goop!" Ben called out slipping out the way

"Geeze watch where you're firing that thing, you almost hit us!" I called out

"That's the point! I'll destroy you Tennyson!" Overlord fired again

"Ben, look out!" Melody called out

"Say goodbye girl and hello to Tennyson's first real loss!" Overlord spoke maniacally about to blast Melody.

"Leave…the girl…alone!" I said gripping Overlord's hand making him seize up and drop her.

"AHHHH!" Melody screamed cascading to the ground.

"I've got you!" Ben said cushioning her fall.

"You…you saved me." Melody said happily

"Of course! You're my girl" Ben said in Goop's high voice holding her hands as he smiled…or if he could smile…Goop's species don't have mouths.

As I turned back Overlord placed his un-seized hand over my face and fired, blasting me back off the statue onto the ground.

"First you're cowboy friend, then you!" Overlord said darkly

"Hey…it's not cowboy…it's Civil War Soldier!" I said blasting Overlord's weapons offline and knocking him out.

Ben looked at Melody as she revealed her true identity…

"Jennifer Nocturne? Well that explains a lot!" I said over Nesmith's knocked out body.

Ben transformed back into his human self and didn't pay any attention except he held Jennifer's face and leaned in to kiss her, which she reciprocated lovingly.

The two broke the kiss and stood up. With me smiling at them "Don't worry, I'll stay mum about this." as I grabbed Overlord by the scruff of his under armour and dragged him away.

"Thanks Fade." Ben said waving his hand goodbye. I nodded smiling letting the two go away to their homes.

**To be continued**

**I hope you've enjoyed reading this chapter I have writing it.**

**Please leave reviews. They really help.**

**The next chapter coming up soon.**

**Thank you**


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